CHINA AGRI PROD : Rights Issue (documents available for inspections): Consent Letter from RHL Appraisal Limited

OurRef
Date
PRC/0/5301/14
23 January 2014

J

ional /j

J]ç:lUi"WfRJJi llll1f I PJ

The Board of Directors
China Agri-Products Exchange Limited
5111 Floor
Wai Yuen Tong Medicine Building
9 Wang Kwong Road KowloonBay Kowloon
HongKong
Dear Sirs l Madam,

RHL Appraisal Limited

Corporate Valuation & Advisory

T [phone]

F [phone]

Room 101O, 10/F, Star House, Tsimshatsui, Hong Kong

(A) PROPOSED CAPTIAL REORGANIZATION INVOLVONG SHARE CONSOLIDATION AND CAPITAL REDUCTION
(B) CHANGE IN BOARD LOT SIZE
(C) PROPOSED RIGHTS ISSUE IN THE PROPOERTION OF FIFTEEN (15) ADJUSTED SHARES FOR EVERY ONE (l) ADJSUTED SHARE HELD ON THE RECORD DATE AT HK$0.465 PER RIGHTS SHARE
(D) BONUS ISSUE OF ONE (l) BONUS SHARE FOR EVERY FIFTEEN (15) RIGHTS SHARES TAKEN UP UNDER THE RIGHTS ISSUE
(E) APPLICATION F OR WHITEWASH WAIVER
(F) RE-ELECTION OF DIRECTOR AND
(G) NOTICE OF SPECIAL GENERAL MEETING
We, RHL Appraisal Ltd., referto the circular (the "Circular") of China Agri-Products Exchange Limited (the "Company'') and its subsidiaries (hereinafter together referred to as the "Group") of the date of this letter in relation to the captioned matter. Terms used in this letter shall have the same meanings as those defined in the Circular unless the context requires otherwise. We hereby confirm the followings:
l. we have given and have not withdrawn our written consent to the issue of the
Circular, with the inclusion of the references to our name and our report dated 23
January 2014 in the form and context in which they are appeared;
2. as at 20 January 2014 ("Latest Practicable Date"), we do not have any shareholding, directly or indirectly, in any member of the Group or any right (whether legally enforceable or not) to subscribe for or to nominate persons to subscribe for securities in any member of the Group; and

7Ì<.if1J1'J:l!HliJPX;l Member of RHL lnternational

yo u r Profes.s.toll,lifl • your soluHoll, [e-mail] l www.rhl-int.com

RHL Appraisa/ Limited PRC/0/5301/14

3. as at Latest Practicable Date, we do not have any direct or indirect interest in any assets which were acquired or disposed of by or leased to, or proposed to be acquired or disposed ofby or leased to, any member ofthe Group.

Yours faithfully,

Por and on behalf of

RHL Appraisal Limited

(

. i r­

:-.N

Peggy Y.Y. Lai

MHKIS, MRICS, RPS(GP), MCIREA

Senior Associate Director

2